Exhibit (i)(2)

October 27, 2023

Simplify Exchange Traded Funds

222 Broadway, 22^nd Floor

New York, New York 10038

Re: Simplify Exchange Traded Funds - File Nos. 333-238475 and 811-23570

Ladies and Gentlemen:

A legal opinion (the “Legal Opinion”) that we prepared was filed with Post-Effective Amendment No. 69 to the Simplify Exchange Traded Funds Registration Statement. We hereby give you our consent to incorporate by reference the Legal Opinion into Post-Effective Amendment No. 70 under the Securities Act of 1933 (Amendment No. 71 under the Investment Company Act of 1940) (the “Amendment”) and consent to all references to us in the Amendment.

Very truly yours,

/s/ Thompson Hine LLP

THOMPSON HINE LLP